Ass-breaker Dingus Magee is looking for a gold train when he comes upon old acquaintance Hoke Birdsill on stage to San Francisco, and robs him of his money. Hoke goes to the nearby town of Yerkey's Hole, where Belle Knops is both mayor and bordello-mistress. She appoints Hoke Town Sheriff and tries to get him to stir up the Indians so the soldiers at the nearby fort (the main customers) won't go to Little Big Horn. Dingus tries to stir up more trouble and get involved with the pale, baby-talking Indian, Anna. The film is a send-up of the oft-repeated phrase "the Code of the West" and exaggerates it and what it stands for into the ridiculousness that it is.
Frank Sinatra
as Dingus Billy Magee
George Kennedy
as Herkimer 'Hoke' Birdsill
Anne Jackson
as Belle Nops
Lois Nettleton
as Prudence Frost
Jack Elam
as John Wesley Hardin
Michele Carey
as Anna Hot Water
John Dehner
as Brig. Gen. George
Henry Jones
as Rev. Green
Harry Carey, Jr.
as Charles Stuart
Paul Fix
as Crazy Blanket
Marya Thomas
as China Poppy
Terry Wilson
as Sergeant
